FIVE STAR BANCORP
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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FY2025 · Filed Feb 27, 2026
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Item 15. Exhibits and Financial Statement Schedules
(1)The financial statements required in response to this item are incorporated herein by reference from Part II, Item 8 of this Annual Report on Form 10-K.
(2)All financial statement schedules are omitted because they are not required or applicable, or the required information is shown in the consolidated financial statements or the notes thereto.
(3)Exhibits
| ExhibitNumber · Exhibit Description · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Form · File No. · Exhibit · Filing Date · Herewith | |||||
| 3.1 | Amended and Restated Articles of Incorporation of Five Star Bancorp | 10-Q | 001-40379 | 3.1 | June 17, 2021 |
| 3.2 | Second Amended and Restated Bylaws of Five Star Bancorp | 10-Q | 001-40379 | 3.1 | May 8, 2025 |
| 4.1 | Form of Common Stock Certificate of Five Star Bancorp | S-1 | 333-255143 | 4.1 | April 26, 2021 |
| 4.2 | Form of 6.0% Fixed-to-Floating Rate Subordinated Note Due 2032 | 8-K | 001-40379 | Exhibit A of 10.1 | August 17, 2022 |
| 4.3 | Description of Securities | 10-K | 001-40379 | 4.4 | February 25, 2022 |
| 10.1† | Form of S Corporation Termination and Tax Sharing Agreement | S-1 | 333-255143 | 10.1 | April 9, 2021 |
| 10.2* | Five Star Bancorp 2021 Equity Incentive Plan | S-1 | 333-255143 | 10.4 | April 26, 2021 |
| 10.3* | Form of Restricted Stock Vesting Agreement pursuant to Historical Incentive Plan | S-1 | 333-255143 | 10.5 | April 9, 2021 |
| 10.4 | Form of Restricted Stock Vesting Agreement for Executives pursuant to the Five Star Bancorp 2021 Equity Incentive Plan | 10-K | 001-40379 | 10.4 | February 25, 2022 |
| 10.5 | Form of Restricted Stock Vesting Agreement for Directors pursuant to the Five Star Bancorp 2021 Equity Incentive Plan | 10-K | 001-40379 | 10.5 | February 25, 2022 |
| 10.6* | Five Star Bank Salary Continuation Agreement, dated September 1, 2007, as amended, between Five Star Bank and James Beckwith | 10-Q | 001-40379 | Exhibit A of 10.1 | May 12, 2022 |
| 10.7 | Form of Subordinated Note Purchase Agreement for 6.0% Fixed-to-Floating Rate Subordinated Notes Due 2032 | 8-K | 001-40379 | 10.1 | August 17, 2022 |
| 10.8* | Executive Employment Agreement, effective May 5, 2025, between Five Star Bank and James Beckwith | 10-Q | 001-40379 | 10.1 | August 7, 2025 |
| 10.9* | Form of Performance Share Award Vesting Agreement for Executives pursuant to the Five Star Bancorp 2021 Equity Incentive Plan | 10-Q | 001-40379 | 10.2 | August 7, 2025 | |
| 10.10* | Form of Change in Control Agreement | 8-K | 001-40379 | 10.1 | November 5, 2025 | |
| 16.1 | Letter dated June 3, 2025 from Moss Adams LLP to the Securities and Exchange Commission confirming the disclosures contained in Item 4.01 of the report on form 8-K | 8-K | 001-40379 | 16.1 | June 9, 2025 | |
| 19.1 | Five Star Bancorp Insider Trading Policy | Filed | ||||
| 21.1 | Subsidiaries of the Registrant | Filed | ||||
| 23.1 | Consent of Baker Tilly US LLP | Filed | ||||
| 31.1 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed | ||||
| 31.2 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed | ||||
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Filed | ||||
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002 | Filed | ||||
| 97.1 | Five Star Bancorp Clawback Policy | 10-K | 001-40379 | 97.1 | February 23, 2024 | |
| 101 | Inline XBRL Interactive Data | Filed | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document in Exhibit 101) | Filed | ||||
†Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.
*Management contract or compensatory plan, contract, or arrangement.
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